The Utopia Lost Affair
by Avery1
Summary: THRUSH has won, and the United States has fallen. Illya, bitterly dismissed from UNCLE ten years earlier, is living in Paris now. Napoleon has resigned, and spends his days wondering just what went so horribly wrong. Co-written with Spikesgirl. For LJ MFU50 MiniBang. Gen AU


**Authors: **Spikesgirl58 and Avery11

**Genre: **Gen AU

(**Authors' Note**: As with our previous collaborations, Spike has written some of the chapters, and Avery, others. In general, Spike writes for Napoleon and Avery, for Illya.)

**THE UTOPIA LOST AFFAIR**

**Prologue**

_Do you dream of a place where you can raise your family in serene and comfortable surroundings?_

_Do you long for a home big enough for your entire family?_

_Do you yearn for good schools, clean air, affordable shopping, safe streets, beautiful parks, and acres of free parking? With free and convenient public transportation to anyplace you'd like to go?_

_Then Sotto Missione is the place for you! Come to a town that offers you everything you've ever dreamed of! It's miles from pollution, congestion, and the daily grind of city living._

Eric Kamau stared at the crumbled advertisement in his hands. When his dad announced that they were moving to Sotto Missione, he and his sister were less than pleased. Neither of them wanted to move, but then again, no one asked their opinion on the matter. It wasn't so bad for Eric. He was a senior, and next year he would be off to college, but Shelly was devastated to be leaving all her friends.

There was something a little _Stepford Wives_ about their new town. All the houses were tidy, inside and out. The lawns were just so. The school was new and well-appointed, and the school sports teams were all outfitted with the latest equipment by the local factory and major employer. It was nice, but just a little too perfect for Eric's taste.

The lack of traffic was odd, too. Many of the families who arrived chose to abandon their vehicles and use the bus. It ran twenty-four hours a day, and went anywhere you wanted, as long as it wasn't out of town. For some reason, transportation stopped at the city limits. Weird.

The stores were well-stocked, and the prices were very reasonable. Eric saw food that he'd never seen or tasted before, and since his Mom no longer had to work, she had plenty of time to experiment with the new ingredients in her new, modern kitchen.

Everybody in the town drank milk. It was free, and delivered to homes daily by an honest-to-god milkman. Eric came from a lactose intolerant family, so none of them could drink milk, or even eat cheese or ice cream. Mom complained about the waste, but regular as clockwork, the milk would show up on their doorstep anyway. She finally just started pouring it down the sink.

After a few weeks, Eric got into the swing of things. His father was working in the town factory and seemed content enough. His mother kept busy with various bridge clubs and coffee klatches. On the surface, life was good, but his sense of unease grew each day.

Two months after they moved to Sotto Missione, or Sotto as the locals called it, Eric's parents began to fight. For them to argue wasn't unusual. Eric had drifted off to sleep many nights to raised voices, but this was different. Dad's voice sounded a bit desperate, and Mom just sounded weepy. You could cut the tension in the air with a knife.

Around this time, Eric started noticing small things, like the paint peeling off the school walls, revealing a dingy gray color beneath. The school toilets and water fountains all leaked, and the brand new sports equipment was so cheaply made that it broke the first time it was used.

Items in the stores began to disappear, and others were in short supply. Naturally, the store had to raise its prices to make up for the shortfalls, and suddenly people were struggling to make ends meet. The items that were available were often bruised, stale, or just plain inedible.

Sotto took on a tarnished look. People grumbled at the sudden change, but the local paper continued to paint its usual, glorious view of the town. It ran old articles extolling the beauty of the community, and celebrating school victories on the playing field, but the articles neglected to mention how many kids were hurt due to defective equipment.

People began to talk about leaving, but then gas prices soared through the roof, and they had to make decisions as to whether to buy gas or eat. Public transportation was free, but it stopped at the city limits. The only way to leave was on foot, across the hot desert. Sotto was miles from the closest town, and even farther from any big city There was no bus or train service. The town's location, which had at first been a plus, now isolated them from the rest of the world.

Then one of Eric's classmates disappeared, along with his entire family. Brian had spoken openly about his family's growing dissatisfaction with Sotto. He claimed his dad had found something out about their town, something awful. Overnight, Brian and his family were gone. The next morning, there was a new student in Brian's old seat. When Eric asked about his friend, he was told that it would be in his best interest not to mention the name again.

Next came what they referred to as the Trudy incident. Mom had been telling her sister, Trudy, about their new home. At first she spoke glowingly of the marvelous benefits of living in Sotto, but as the months passed, the conversation became less positive and more critical. She talked about the poor quality of the food and the soaring prices, and of the factory's stranglehold on everything. Dad's paycheck had been generous at first, but now they were struggling to make ends meet.

The next morning there was a note in their mailbox warning his mother that loose lips sink ships, and he realized their phone conversations were being monitored. Too creepy for words Eric thought, and just a bit unconstitutional. A week later, Dad was reprimanded for taking exception to one of the Factory's policies. Soon after, the family realized that they were being watched. Suddenly Eric understood what Brian had been talking about. Something was wrong in Sotto Missione.

Dad came home from work one night, gray faced and shaken. He'd witnessed an accident at the factory, a bad one. A fellow employee and his entire family had died right there in front of everyone. It had been brutal, bloody, and Dad wasn't entirely convinced it had been accidental.

"What do you mean, 'not an accident?'" Eric gasped. "Murder?"

His father thrust a sheet of paper into his hands. "There's something awfully wrong here, son. If anything happens to us, you have to get away."

"Get away? Dad, you're scaring me."

"Be quiet, sweetheart," Mom whispered. "They're listening."

"Who's listening? Are we in some kind of danger?"

"Just get away and call the number on the paper. Speak to the man whose name I've written. Talk to him and no one else."

"But, Dad..."

"Eric, just this once, trust me."

*/*/*/

The morning started just like any other. Eric got up and dressed for school, his Walkman blaring in his ears. He went to the kitchen and grabbed a doughnut, then stuffed four more into his backpack. They were stale, but they were better than the crap the school was serving these days. Yesterday, he had found a hair in his stew. He shuddered at the memory. He grabbed some of the pint containers of milk, knowing he would be able to trade them for something better. Most of his fellow students drank the stuff as though it was nectar from the gods.

He walked out into the living room and froze in shock. His father cowered on the floor, surrounded by strangers. His mother was crying, and her face was streaked with blood. Shelly was sobbing, her clothes torn and hanging from her body.

"Stop it! You're hurting them!"

The men turned, and one of them pulled a gun. Eric heard his father scream one word. "Run!"

*/*/*/

Eric was on the track team, and there was one thing he was good at. He sucked at math, science, and just about everything else, but Eric could run.

He ran, striking out blindingly at anyone who tried to stop him. He raced through the town, taking back roads and hiding out in drainage ditches. He ran long after the sounds of gunfire faded, and there was no breath left in his body. He ran until, finally, the ground leapt up to meet him and he collapsed, unconscious.

When he woke, he heard distant voices calling his name. He struggled to his feet and ran again. It wasn't until late that night, exhausted and starving, that he managed to hitch a ride in the back of a truck. Every time the truck slowed, Eric held his breath, afraid that the vehicle would be searched, but it never was. He dozed off.

The sound of traffic woke him. Cautiously, he peeked out, and nearly cried at the sight of a truck stop diner. The smell of food was overwhelming; his stomach growled with hunger. At the first opportunity, he scrambled out of the back of the truck and headed for the door. He selected a booth towards the back of the diner where he could keep an eye on who went in or out.

"Well, look what the cat dragged in!" the waitress, a kindly old woman, smiled. "What can I get for you, honey?"

Eric was glad he still had his wallet with him, and even happier that he'd just gotten his allowance. "Could I get some coffee and a couple of eggs?"

"We can do that. Any juice or milk?"

"No thanks." He pulled his wallet out, and passed her a couple of bills. "And could I get some change for the phone? I need to make a call."

**Chapter 1**

Napoleon paced the confines of his hideout. His gut was in turmoil after the phone call he'd just received.

When the telephone rang, it had jarred Napoleon from yet another fitful night's sleep. The call in itself was startling; it had been a month since the phone had even rung. The people he knew were all dead, and the women he'd dated had fled the city following THRUSH's takeover.

"Solo here."

"Mr. Napoleon Solo? I'm Eric Kamau." The voice belonged to a young man, certainly not someone he knew. At first he feared it was a disgruntled customer calling to complain about his computer. The words that followed removed all doubt as to the reason for the call.

"My father told me to phone you. He gave me a paper with your name and number on it."

Napoleon scratched his head. When had he last passed out anything but his business card? "What can I do for you?"

"My family moved out West awhile back. Things have been going sour for a while, but a couple of days ago, people from the factory broke in and started beating up my dad. I… think they hurt my mom and sister, too. He told me to run away and call you. He said if UNCLE couldn't help, no one could. I think they killed all of them, Mr. Solo… I think…"

It would have been easy to pretend he was someone else. It would have been safer to pretend he'd never heard of UNCLE, but there was something in the boy's voice. The way he choked back tears touched a nerve in Napoleon.

"Where are you?"

"In a diner, hiding. Somewhere in Arizona, I think. I'm awfully scared. Every time the door opens, I'm afraid it's somebody coming to kill me. Can you help me? Please?"

Napoleon smiled at that. "I meant the city. What city are you calling from?"

"I'll ask."

There were a pause. Then the boy's voice came back on. "She says we're just outside Shiprock."

By a happy miracle, Napoleon knew the city. He had a trusted friend there. "I'm going to give you an address, Eric. Go there and tell Hiram that you're a cousin of mine. Wait there for me. It will take me a little while to get to you."

"What if he says no?"

"He won't, Eric. Trust me."

"Okay… Mr. Solo?"

"Yes?"

"Thank you."

*/*/*

The young man was sleeping now in Napoleon's penthouse apartment. The story he had told was heart wrenching, and Napoleon silently cursed the bastards responsible for his pain. What right did someone have to destroy this young man's family and future?

When THRUSH took over the city of New York, Napoleon waited for them to come after him. After all, at one time Napoleon had been considered UNCLE's most dangerous weapon. Yet THRUSH ignored him. Apparently they didn't think a computer salesman was worth the effort. He'd been followed for the first few days, but eventually, the goons decided he was no longer a threat, and left him alone. Napoleon couldn't wait to prove them wrong.

As for Illya, his former partner had left New York for Paris ten years ago, disgusted and disillusioned by his abrupt dismissal from UNCLE. In the years that followed that shocking event, he had been quietly critical of the organization and its leaders. The bond that had once been so strong between the two men had weakened.

Now desperate for Illya's help, Napoleon had placed an overseas call to his old partner. Despite their difference of opinion, Illya had responded to the summons, and had agreed to return to New York, not as Napoleon's partner – those days were long gone – but as a friend.

THRUSH thought they had won. They thought nothing stood in their way. They were wrong.

**Chapter 2**

The 8:07 from New Haven pulled into Grand Central Station precisely on time. From the window of the dining car, Illya took note of the uniformed guards waiting on the platform, their black and white THRUSH insignias in stark contrast to their pale blue uniforms. He sighed. _ So the rumors he had heard in Paris were true._ _Incredible as it seemed, THRUSH had taken New York._

He stepped onto the platform, senses on alert. His training, unused since his unplanned exit from UNCLE ten years ago, reasserted itself, and he blended seamlessly into the throngs of passengers filing up the escalator to the Main Concourse. No one pushed or shoved, trying to get ahead. No one spoke.

The Concourse was as he remembered it – the bustling crowds, the Information Booth with its brass and glass clock at the center of the vast space, the starry ceiling with its famously erroneous placement of the constellations. And yet, nothing felt the same. The crowds were largely silent, travelers conferring with one another only when absolutely necessary, and then in hushed tones. The employee at the booth wore a shiny THRUSH badge on his blazer.

Illya circumvented a pair of guards prowling the Concourse and exited the building onto 42nd Street. A barrage of sounds and smells assaulted him – the diesel choke of car exhaust, the rattle of jackhammers, the blare of car horns. A blast of steam rose from the sidewalk vent as a subway train clattered by beneath his feet.

It shocked him to realize how much he had missed New York.

The weather was sunny and pleasant, warmer than in Paris, and the morning sky was a brilliant shade of blue. Illya decided to walk uptown to the Horn & Hardart's on 57th Street, where Napoleon's urgent, coded summons had suggested they meet. It would give him an opportunity to assess the mood of the City, and to map out any obvious THRUSH presence along the way.

42nd Street was crowded with people on their way to work. Illya noted the tense, guarded expressions on the faces of the pedestrians, the dark circles of fatigue beneath the eyes. Several of the passers-by appeared malnourished, their hollow cheekbones and sallow skin reminiscent of refugees he had seen in Kiev after the War. A sign on a nearby billboard promised "A New Day of Plenty for All!" Another of THRUSH's seductive, empty promises.

It had rained earlier in the day, and the rain-slick pavement sparkled with the remnants of the storm. A man shuffled by in a soaked, threadbare sweatshirt, holding the bent skeleton of an umbrella high above his head. He hummed to himself, an old protest song by Tom Lehrer. "Keep those reefers hidden where you're sure they won't be found, and be careful not to smoke them when the Scoutmaster's around..." People slid around him, eyes downcast.

UNCLE's old New York Headquarters – the one camouflaged as a dry cleaner's – was just around the corner and, for a moment, Illya was filled with an overwhelming desire to see it again. _No_, he decided. _It would be an exercise in nostalgia, without purpose. UNCLE, and all it had stood for, was gone_. The names of the dead scrolled by in his mind – Alexander Waverly, assassinated last year on the way to a meeting with Harry Beldon to discuss the deepening crisis. Giuseppe DelFloria, murdered by thugs as he opened his shop. April Dancer and Mark Slate. Heather McNabb. Lisa Rogers. George Dennell. Mandy Stevenson. All gone. Dead, or in one of THRUSH's notorious "reeducation camps." Illya's heart ached for what had been lost.

The imposing façade of the New York Public Library loomed ahead at the corner of 42nd and 5th Avenue. Illya checked his watch – nine o'clock. _The Library should be open by now. _And yet the lights remained off, and the steps leading to the main entrance were deserted. Where were the patrons – the NYU students with their book bags, the musicians from nearby Carnegie Hall, the readers lounging on the steps with their endless cups of coffee? Cars sped by, taxis, transit buses. Not one stopped to let off passengers. He drew closer.

A banner hung above the bronze door, which had been sealed with yellow crime tape. _**Closed Until Further Notice**_. Above the banner, the symbol of a small black and white bird. Illya sighed. THRUSH was consolidating its power, controlling the flow of information to the general public. He knew the signs; he had seen it all before.

As he turned away, he noticed an elderly woman staring across the wide Avenue at the Library. She wore an elegant tailored coat of merino wool, and a pretty floral cloche perched atop her gray hair. With a jolt of surprise, Illya recognized the coat as one of his own designs. It felt oddly disorienting to see it here, a world away from his Paris salon_._

Something about the old woman intrigued him. _What is she looking at? _He slid behind a parked plumber's van to observe.

The woman must have had money at one time, if she could afford a _House of Vanya _original. Now however, she appeared to have fallen on hard times. The hem of the coat was torn in the back, the loose threads trailing behind her like afterthoughts. Her _chic_ hat was missing several petals, and her orthotic shoes were badly scuffed and in need of re-soling.

But it was the old woman's face that drew him in, an ancient mass of wrinkles surrounding pale, rheumy eyes. The deep crevasses of sagging flesh reminded Illya of the canyons he had seen in his travels out West. They were carved into the landscape of her face, memories etched by time into an indelible biography of her life. The woman was manifestly ugly, and yet somehow, incomparably beautiful. He thought that she outshone the garment she wore.

She stared at the banner above the Library door, and her eyes filled with tears. A single drop drifted down her brightly rouged cheek, giving silent testament to her despair. She wiped it away. Turning, she noticed Illya watching her, and her expression took on a sweetness that melted Illya's heart. The woman lifted a gnarled hand, waved. Smiled. Shrugged. Then, as he gasped in horror, she stepped off the curb, into the path of the oncoming traffic.

A cry of pain, a screech of brakes, and it was over. Illya rushed toward the body, lying ruined upon the pavement, but he knew it was already too late. Her limbs were twisted at unnatural angles. Blood soaked the coat she wore, spreading out in a scarlet lake upon the asphalt. A black orthotic shoe lay forgotten in the gutter.

"Jesus, Mary an' Joseph! I swear, I never even seen her!" the taxi driver sobbed. "She came outta nowhere! Oh, Jesus!" He turned away and retched onto the pavement.

Illya knelt beside the body, closed the pale blue eyes for the last time. Her face had relaxed in death, erasing the canyons time had carved there. She looked almost young. "Rest now, Little Mother," he whispered. "They cannot hurt you now."

People were running toward the body from all directions. In the distance, Illya heard sirens. He took a moment to scan the area, and selected an escape route that would take him through Bryant Park. He walked away without looking back. Napoleon was waiting, and he had been gone too long.

**Chapter 3**

The Horn & Hardart's on West 57th was one of the last automats in the City, a nostalgic reminder of a bygone era. Built back in the early days of the century, its Art Deco chrome and glass façade was hailed by many as a work of art. Now the plate glass window was covered with posters touting THRUSH's civic accomplishments since the takeover, and handbills listing the rules and regulations of the new order. A few photographs of missing persons were interspersed with the handbills, accompanied by heart-wrenching, handwritten pleas from their families to "please, please call home." Illya tried to look in through the window, but the posters obscured his view of the interior. With a sigh, he pushed through the revolving glass doors.

He remembered the automat as a noisy, crowded place, spotlessly clean, but today the dining room seemed rather run-down and eerily quiet. Dozens of booths and tables sat empty, their chrome-edged linoleum tops looking chipped and worn under the flickering fluorescent lights. The place smelled faintly of cooking grease.

Napoleon was waiting for him in a booth at the back of the restaurant, near the fire exit. Illya wove his way around the rows of empty tables, past the wall of shining glass cubicles containing the automat's daily menu offerings. His footsteps echoed in the cavernous space.

Napoleon rose, enveloping him in a bear hug. "I knew you'd come! God_, tovarisch, _you're a sight for sore eyes!" He stepped back, drinking in the sight of his old friend. His eyes narrowed. "Illya?"

The Russian slid into the booth, seized a glass of tepid water, and drank it dry.

Napoleon waited. His friend would tell him when he was ready.

Illya rubbed his face, as though rubbing could wipe away the terrible image of the body on the pavement. "On the way here, I – saw a woman get hit by a taxi."

"Is she –?"

"Dead."

Napoleon's eyes clouded with pity. "Poor woman. Where did it happen?"

"Across from the Library." Illya took a deep breath. "She did it deliberately, Napoleon. I watched her step off the curb, directly into the path of the oncoming traffic."

"Jesus." Napoleon was silent for several moments. "I can't say I'm surprised," he said at last. "The suicide rate in this country has gone through the roof since THRUSH took over, although naturally no one's publicizing the figures."

He paused to sip his coffee, his third cup in as many hours. "Things are bad, Illya. The THRUSH High Council rules with an iron fist. The good news is that crime is practically non-existent under the new regime – but the tradeoff is a loss of fundamental human rights. Anyone who dares to disagree with the government is 'under suspicion.' If they persist, they mysteriously disappear, never to be heard from again."

"Power through intimidation."

"It's their calling card, isn't it?" Napoleon gestured at the covered trays on the table. "Come on, eat something." He shrugged. "I even paid for your breakfast."

Illya couldn't help but smile. "Just like old times." He lifted the cover on one of the trays, and sighed. A meager portion of scrambled eggs so pale, they looked as though no chicken could possibly have been involved in the laying of them. A half-glass of watery orange juice. Black coffee.

"Sorry, _tovarisch. _There isn't much to choose from these days, what with the shortages and all."

Illya took a sip of the bitter brew. "I have tasted worse. Thank you, Napoleon."

"It was the least I could do after asking you to drop everything and fly to New York. Paris Fashion Week is just around the corner, isn't it?"

Illya nodded around a mouthful of scrambled eggs. "Next month." He shrugged. "It seems a world away, after what I have seen."

Napoleon's gaze sharpened. "You didn't know it was this bad, did you?"

Illya shook his head. "We have heard rumors in Europe, but there is little actual news getting in from the States."

"Again, not surprising, since THRUSH controls the media. According to them, everything is 'fine, perfect, peachy-keen.'"

"Clearly not." Illya took a sip of his orange juice and grimaced. It tasted like water. "How could this have happened, Napoleon? I know THRUSH has been making inroads for years, but still – how could it all fall apart so quickly?"

"That's the sixty-four-thousand-dollar question, isn't it?"

"Are you in danger?"

"I don't think so. Not yet, anyway. THRUSH seems to think I'm obsolete, more's the blessing. My acrimonious parting of the ways with UNCLE probably didn't hurt, either. You?"

"The Continent is free, for now. I have begun preparations in the event that that changes."

"Make no mistake about it, Illya. They're coming your way, and soon."

Illya nodded. "The signs are all there. UNCLE's Paris office on the _Rue Dauphine_ shut down last month. The agents have gone to ground."

"Standard emergency protocol." Napoleon drained his coffee. He wished there was time for another cup, but events were moving too fast. "I was in Africa managing one of Aunt Amy's charities when the North American assault began. Communications being what they are out in the bush, I didn't hear about it for almost a week, and then it took me another month to get back into the States, what with all the new restrictions on travel. By the time I made it home, it was too late to do anything. UNCLE Headquarters was destroyed, and THRUSH had declared martial law. _Fait accompli_."

Illya's brow furrowed. "I'd forgotten about Aunt Amy. Is she somewhere safe? She's not still in New York, is she?"

"No, thank heavens. She's staying with friends in Montreal for the moment. They tell me she's furious at what THRUSH has done to 'her City.' She's loaded for bear, chomping at the bit to get involved."

"I can well imagine."

The two men fell silent, recalling the wondrously brave woman who had managed to capture both their hearts.

Illya pushed his empty plate aside. "Why have you sent for me, Napoleon?"

"I have a houseguest, a rather terrified teenager named Eric Kamau. He's from New Mexico – a town called Sotto Missione. He claims that families in his neighborhood are being abducted. Last week, THRUSH kidnapped his parents and sister. He hasn't heard from them since."

"You realize that '_sotto missione_' is an Italian slang term for 'subjugation?'"

"Figures. The boy says that his father had grown suspicious of the goings-on at the factory where he worked. He had begun to speak out. And then –"

"– THRUSH came for the family."

Napoleon nodded. "The boy walked in on the abduction, but managed to escape. They shot at him, Illya! A teenaged boy! He hid in the back of a delivery truck, and phoned me the following morning from a diner in Arizona, begging for help."

"Curious that he should seek you out in particular. Although – the name does ring a bell –"

"Apparently his father gave him a slip of paper with my name and phone number. No idea where he got it. The boy seems to think I can help him find his family, but my gut tells me the problem could be a whole lot bigger than a few missing people."

"Bigger, how?"

"Beats me, but I damned well intend to find out. I've enlisted the help of a few old friends, but I sure could use you on our team."

"I didn't think there were any 'old friends' left."

"Oh, a few have managed to slip through the cracks." Napoleon took a deep breath. "So, what do you say, _tovarisch_? Will you help us?"

Illya smiled, the lethal smile Napoleon remembered so well. "Do you need to ask? Before leaving Paris, I informed my staff that I was flying to the bedside of my ailing Uncle, and would be gone indefinitely. They have vowed to care for _The __House of Vanya_ in my absence."

Napoleon had to laugh. "You knew what I was going to ask all along, didn't you?"

"Don't I always?" Illya's eyes shone with enthusiasm. "Now, my friend, what is the plan?"

**Chapter 4**

Napoleon led the way back to his hideout. It wasn't much now, but in its time, the building on Wall Street had been a powerhouse of finance. Now the floor was littered with trash and broken equipment. It looked as though it had been abandoned for years.

He had chosen the downtown location carefully, in order to keep any suspicious activity away from his uptown penthouse. He needed to make the apartment as much of a safe house as possible. There were so many deserted buildings in the city at the moment that even THRUSH couldn't keep tabs on all of them. He hoped this would be one of the ones they overlooked.

"Who would ever believe Wall Street could be silenced?" Napoleon said, casually. "Even during the Great Depression, it never closed. Still it could be worse."

"How can it be worse?"

"You could have refused to come."

"You should know me better than that, Napoleon." They carefully picked their way through the mess of crumpled paper and broken furniture. "It appears the former occupants left in a hurry."

"Anybody with money got out of the city ahead of the THRUSH troops. Rats deserting the sinking ship. Incidentally, you don't have to whisper. I do a daily sweep for bugs, just to be on the safe side."

"Then you didn't select this place for its ambiance and charming décor?"

"Hardly." Illya's dry statement made Napoleon laugh. "You don't know how much I've missed you. I came back from an assignment ten years ago, and was told you'd been dismissed. I couldn't believe it. Agents retire, are killed, or reprogrammed, but we aren't fired."

"Well, I was, rather unceremoniously. I had all of two hours to clear out my desk. I was given the choice to remain here as a private citizen, to return to the USSR, or to take my chances elsewhere. The latter seemed preferable at the time, and I moved to Paris." He hesitated. "To be honest, there was something odd about the entire process."

"In a world of odd, how do you know?"

"They never deprogrammed me."

"What are you talking about? Of course they did. They deprogram secretaries and is no way they'd let you…" Napoleon stopped and studied Illya carefully. "What you are saying?"

"Every memory is intact, from my first day to my last, and the many days in between."

"And no one tried to stop you?"

Illya shook his head. "No one. Tell me one thing stranger than that."

"They didn't deprogram me when I left, either."

It was Illya's turn to look shocked. "What?"

"At first I thought they'd overlooked it."

"Unlikely, that they would make the same mistake twice."

"I agree. Actually, have a theory about that, but first, let me give you the grand tour of our home-away-from-home." Napoleon led him back to the storeroom, and shut the door behind him. He turned on a small camping lantern. "It's a little crude, but I didn't want anyone to get curious as to why there was suddenly a power draw here." Napoleon took off his jacket and tossed it over the back of a desk chair.

"I am interested in this theory of yours, Napoleon. Why didn't UNCLE deprogram us? Surely they knew of the danger we would present to the organization if we were captured."

"You'd think, wouldn't you? When you left, all the access codes were changed and new security protocols put into place. Then, when you were so successful with your fashion business, it seemed to everyone that you weren't interested in UNCLE any more. The more dated your information became, the less impact you could have."

"It is unlike UNCLE to be so trusting."

"I agree. Which is why I knew there had to be another reason for the oversight. Something so obvious that it was hidden in plain sight."

"I'd forgotten how long it could take you to get to a point, Napoleon." Illya massaged his temples. "I have been flying for hours to come back to a cesspool filled with pain, injustice, and betrayal. I am exhausted, disgusted, and discouraged. What is your theory, please, before I die an old man?"

"Someone was watching out for us."

"Napoleon, you have known me long enough to know that I have no predilection toward religion."

"I'm not talking about divine intervention, my friend." He hitched a hip up onto the table top, and indicated a chair for Illya's use. "Interesting, don't you think, how we were both conveniently 'out-of-town' when the end came?"

"You forget, I was gone long before UNCLE fell."

"Exactly. You'd been fired, for lack of a better word, and you left for Paris. When I heard what they'd done to you, I tried to find out why, but nobody would tell me. Suddenly I had larger and larger portions of my enforcement duties reassigned to others. I was sent on courier runs to some of the most out-of-the way places known to man… and a few that I might just have discovered."

"You think it was deliberate, my dismissal. Why?"

"Someone knew it was only a matter of time before THRUSH's plan succeeded. They knew what was happening years before it became obvious to us. They shunted us out of the way."

"I repeat, why?"

"Because someone had to be left to pick up the pieces after UNCLE fell."

"Oh, Napoleon." Illya wiped the dust off the chair and sat.

"You said it before. Our memories are 'intact.' We know what UNCLE was, and what it stood for. I think we were saved so that we could help plan the counterassault, and retake what THRUSH has taken from us."

"A lovely thought, Napoleon, but we are not young men. "How do two middle-aged ex-UNCLE agents take on all of THRUSH?" Illya sighed and slowly shook his head. "Even in our prime, Napoleon, we were never more than UNCLE's hired guns. We are not Section One."

"But I am."

Alexander Waverly rolled into the room, his wheelchair pushed by a scarfaced Mark Slate. April Dancer followed behind. Illya's face went white with shock.

Napoleon smiled. "I told you I'd enlisted the help of a few old friends."

**Chapter 5**

Illya felt as though he had awakened from a dream. He embraced April in disbelief. "Napoleon, how long have you known?"

"Waverly contacted me a week ago. I would have told you, but I thought you'd want to see for yourself."

April tucked her head into Illya's shoulder, hugging him as though she never wanted to let him go. "Paris agrees with you," she observed as the tears ran quietly down her cheeks.

"April in Paris would be even better," he replied softly. He wiped her tears away with the pad of his thumb.

"Maybe, once this is all over –" She stepped back, perching her lovely derriere on the edge of a desk. Her fingers entwined with Illya's. "God, it's good to see you."

"You too, _ma cher_."

"I'm fine, in case you were wondering," Mark quipped. "A bit worse for wear after busting out of that THRUSH internment camp, but that's par for the course for ex-UNCLE agents these days. As you can see, we collected a few – souvenirs – on the way out." He fingered the long, jagged scar running down the side of his jaw.

April swatted him playfully. "I keep telling him it makes him look rather dashing, like a pirate."

_Like old times._ Illya felt his tension drain away. He turned, chuckling at the familiar banter, and found himself staring into the canny eyes of The Old Man.

Waverly had aged in the ten years since their last meeting. His once-brown hair was now a startling shade of white, and his hands shook perceptibly where they rested upon his lap. He gazed up at his protégé from the confines of his wheelchair, and Illya saw the keen intelligence simmering behind the sunken brown eyes.

The Old Man smiled. "Good to see you again, Mr. Kuryakin."

The Russian's jaw set. "You should have told me he would be here, Napoleon."

"Would you have come if I had?" Napoleon laid a hand upon Illya's shoulder. "Listen to him," he said quietly. "Give him a chance to explain."

Waverly watched the interchange with hawk-sharp eyes. "Come, come, Mr. Kuryakin. It's long past time we cleared the air between us, don't you think?"

"What would be the point?"

Napoleon sighed. "Illya –"

Waverly held up a hand, but his eyes never left the Russian. "It's quite alright, Mr. Solo. Your partner has every right to feel aggrieved. Go ahead, Mr. Kuryakin, ask your questions, and I'll do my best to answer them. I daresay you're entitled to an explanation after all this time."

"I was entitled to one ten years ago."

"Yes, you were." Waverly's expression softened. "But don't you want to know, even now?"

The truth was, Illya did want to know. The question had been eating away at him for years. With an effort, he tamped down the vestiges of his wounded pride. "Why was I dismissed from UNCLE?" he asked, and felt the ache in his heart open afresh. "Was my performance unsatisfactory?"

"Not at all. Your work was exemplary."

"Then – why?"

Waverly sighed. In that moment, he looked every one of his eighty-three years. "You were dismissed because, ten years ago, I badly misjudged an adversary. As a result of my mistake, I wasn't able to protect you."

"Protect me? From whom? What adversary?"

"Harry Beldon."

_Beldon, an adversary? _Illya's brow furrowed. "I don't understand. What does he have to do with it?"

"A great deal, I'm afraid. Harry Beldon, my trusted colleague at Section One for the past four decades, is in actuality a high-ranking member of THRUSH's elite High Command. He's been their man for years."

Illya's jaw dropped. _Harry Beldon, a THRUSH? It was unthinkable! _"Are you certain?"

"Beyond a shadow of a doubt."

"I've seen the evidence," Napoleon said. "It's incontrovertible."

Illya saw the truth written in his friend's eyes.

It made an odd kind of sense when he thought about it. Beldon's personality was well-suited to THRUSH. He ruled the Berlin office like his own personal monarchy, presiding over the daily meetings in that awful ermine coat in the manner of the _tsars_ of old. A hedonist with a taste for self-indulgence, the man was arrogantly convinced of his own superiority, and took inordinate pleasure in pointing out the many failings of his junior staff. People tolerated his eccentricities because of his brilliance, but Illya had found the man distasteful in the extreme, and had requested a transfer at the earliest opportunity. Beldon never forgave him.

He noticed Waverly watching him, waiting patiently for him to fit the pieces together. "There is more, isn't there?"

"Sadly, yes." The Old Man sat back with a sigh. "It pains me to say it, Mr. Kuryakin, but Beldon was not the only THRUSH mole in Section One."

"More than one?!" His shocked eyes found Napoleon. "Who?"

"Carlo Farenti and Sir John Raleigh."

_Three of UNCLE's five Section One heads, secretly loyal to THRUSH? _"Then the collapse of UNCLE was –?"

"A brilliantly executed act of sabotage, decades in the planning, carried out with the assistance of the three men I trusted most." Waverly shook his head. "We were blind not to see it. _I_ was blind."

Illya could see what the admission had cost The Old Man. "You could not have known," he said softly.

"It was my job to know."

April leaned in to pat Waverly's hand.

Illya tried to put the puzzle together, but there were too many pieces missing. "How does my dismissal fit in?"

"It was Beldon who leveled the accusations against you. As to the reason –" Waverly shrugged. "We may never know. A vendetta, perhaps? Possibly he was worried that you knew him too well. You worked closely with him in Berlin for over a year, and retained an intimate knowledge of his methods and character. What if you began to suspect him? He couldn't afford to take the chance, not with THRUSH's plans so close to fruition. You had to be dealt with."

"And with three THRUSH on the committee that heard my case –"

"– your fate was sealed. There was nothing I could do to save you."

There it was, the explanation he had sought for so many years, the reason for his abrupt termination.

Waverly coughed, and went on. "I was as shocked as you were by the committee's decision to dismiss you. In the aftermath, I began to suspect that all was not well within Section One. I had been considering the possibility that a mole was hiding within UNCLE for some time – too many failed Affairs, too many dead agents – someone had to be leaking the details of our missions – but never in my wildest dreams did I consider that treachery could lurk so close to home."

A wave of disgust filled Illya. _How many agents had died because of Beldon's treachery? How many Innocents?_

"I began feeding false intel to Beldon, testing out my hypothesis. Everything depended on his believing I still trusted him and, in the end, I had to sacrifice you." He sighed. "I wish there had been another way, son."

It all made sense – his dismissal, Waverly's seeming lack of sympathy for his plight, the way THRUSH had systematically eroded UNCLE's influence in the world, and yet – Illya remained troubled by loose ends. He leveled his gaze at The Old Man. "Security protocol requires all terminated agents to undergo deprogramming at the time of their dismissal. Why wasn't I deprogrammed? Why was I allowed to walk out the door with my memories of UNCLE intact?"

Waverly smiled and, for an instant, Illya saw the crafty chess master of old. "Why indeed, Mr. Kuryakin?"

He thought of Napoleon, who had stormed away from UNCLE a year later. Also intact. "You falsified the records."

"Very good, Mr. Kuryakin. The committee received a report, signed by George Dennell, stating that you had been successfully deprogrammed. When you went into the fashion industry in Paris the following spring, Beldon assumed your new career was part of your falsified programming. The small deception satisfied him."

Illya shuddered, realizing how close he had come to losing every memory he held dear. _Waverly had saved him from that._

"Beldon and the others were damnably clever – it took me over a year to secure proof of their treachery. Regrettably, by that time, THRUSH's plan was too far along to stop. Beldon and his cronies had seen to it that THRUSH agents were embedded into every division of UNCLE, every department, every local office. There was no way to ferret them all out, no way of knowing whom to trust. The success of Beldon's plan was assured. I had no choice but to begin planning for the aftermath of THRUSH's _coup d'etat_."

He grimaced, shifting his frail body in the wheelchair, and Illya realized that The Old Man was in pain. April bent down to adjust the blanket covering his legs. He went on. "Toward the end, Beldon became suspicious of me – apparently I didn't cover my tracks carefully enough. He had already had Gabhail Samhoy assassinated – the only other Section One head still loyal to UNCLE – and he tried on several occasions to assassinate me." He gestured to the wheelchair. "The last time, they nearly succeeded. I decided to let them think they had."

Waverly sat back, his story concluded. He looked exhausted, drained. He fumbled for his pipe, but his hand shook, and he was unable to work the lighter. April knelt down beside him, and held his bony hand to steady it. The Old Man nodded gratefully as the sweet scent of cherry tobacco filled the air. He chuffed for a moment, and sighed in disappointment. "I smoked the last of my custom blend Isle of Dogs Number 22 some months ago. These blasted shortages have taken away even that small pleasure."

April released his hand gently. "Mark and I will track some down for you, Sir."

"No need, no need. These days, we must all do without." He put the pipe down, and leveled his tired gaze at the Russian. "Well? Have I answered all your questions satisfactorily, Mr. Kuryakin?"

Illya nodded solemnly. "It is good to know the truth after all these years."

Waverly smiled. "I seem to recall a conversation we once had on that subject."

"Sir?" The word fell easily from his lips.

"London HQ, the weekend you graduated Cambridge. You were barely twenty four years old at the time, green around the edges, but oh, so talented." He gazed up at his agent, thinking that the years had treated him remarkably well. "Do you happen to recall our conversation that day?"

The memory flooded back. "You quoted Oscar Wilde: 'The truth is never pure, and rarely simple.'"

"I've always liked that quote," the Old Man mused. "Still, I've come to realize that it doesn't say everything. I'd like to add to it now, if I may?"

Illya nodded.

"Anyone can hide the truth, Mr. Kuryakin, but it takes a brave man to find it again, once it has been lost."

Illya scanned the faces of his friends – Napoleon. April. Mark. All three waited expectantly. He sighed in mock surrender. "I know when I am outnumbered. Where do I sign?"

"Excellent!" Waverly wheeled around to face his team, glowering at the expressions of pleasure and relief on their faces. "Come come now! This is no time for emotional twiddle-twaddle. We've important work to do. In case you haven't heard, we have a revolution to foment."

**Chapter 6**

"What do you need me to do?" Illya asked. The question garnered him another hug from April. Napoleon could still see the anger in his partner's eyes, but he knew from experience that an angry Russian wasn't always a bad thing.

"We are going to take back what THRUSH has taken from us, Mr. Kuryakin."

"How? UNCLE is gone."

"UNCLE North America has fallen, that is true."

"Then how? THRUSH has grown too powerful. They are everywhere, and exceedingly well-funded. We are five, and while whatever resources I have are at your disposal, I'm afraid they will be sadly inadequate to the task at hand."

"THRUSH thinks us gone, Mr. Kuryakin. Let them. They will be too busy with their glorious plans for a new world order to pay attention to five old has-beens. We can start quietly chipping away at them."

"But where do we start?"

"Mr. Solo, I believe we're ready to meet your young friend."

*/*/*/

Eric sat quietly in a black leather chair, spinning himself around in a circle. Mr. Solo had brought him to the hideout a couple of times, but always made him stay out of sight. He wished now that he'd stayed at the apartment. Mr. Solo's place was cool, and he had all kinds of really interesting books to read. No TV, though. Eric remembered their TV back home, his real home. It had had had dozens of channels. Mr. Solo's only had two and they were both grim and preachy. The shows were formulaic, the actors plastic and phony. Eric had one watched one, _My Brother's Keeper_, long enough to be bored out of his mind.

Mr. Solo had told Eric to meet him at noon, so he'd crept out of the apartment and picked his way to the building. There was a small entrance in the back; Mr. Solo had called it an emergency exit. It would have been easier to use the main entrance, but Mr. Solo had been specific. Emergency exit only.

There were more voices now, even a woman's voice..

He spun himself around again and gasped when he came face-to-face with Mr. Solo.

"You made it. Good work." For some reason, everything Mr. Solo said made Eric feel as if he'd accomplished something great.

"You said three o'clock." Eric stood up and shouldered his backpack.

"Yes, I did." Mr. Solo escorted him through the door. "I think it's time you met some of my friends." Eric's smile was laced with uncertainty. "Don't worry. You have nothing to fear from these people. Allow me to introduce April and Mark." He indicated each in turn, then gestured to the elderly man in the wheelchair. "And this is Mr. Waverly."

Eric shook hands, being mindful not to squeeze the arthritic fingers tightly. There was another man standing off to one side. He was shorter, and looked like a good breeze might knock him over. "Who are you?"

"This is my partner, Illya. He's good in a fight, but don't leave your plate too near his fork."

There was laughter, and the tension seemed to defuse slightly. "Tell them your story, Eric."

He started at the beginning and went straight through, pausing only to take a breath or answer a question.

When he got to the end, Illya looked up. "Tell it again."

Eric did as he was bade. Three times he told the story, and at the end his throat hurt from talking. He hadn't talked this much in many months. Silence was golden back in Sotto Missione.

"Would you like something to drink?" April opened a large bag. "I have water, soda, milk…."

"Soda? Wow! I haven't had soda in months! Thanks!" He took the can and very nearly drained it. Even warm, it was heavenly. "I can't drink milk and after Sotto, I wouldn't, anyhow."

"Why's that?" The guy, Mark, had a British accent. It made him sound cool.

"You didn't see how they used to push milk on everybody back at Sotto. It was everywhere. There was nothing else to drink at school."

"Milk is good for you."

"Not when you're lactose intolerant, it isn't." Eric made a rude noise in his throat. "It never stopped them from trying to make me drink it, though."

"Did everyone drink the milk?" Mr. Solo's voice had gotten soft.

"Mostly, yeah. I mean, there were a few like me who didn't. My folks and some others…" He trailed off. "That's kinda funny."

"What's funny Eric?"

"Now that I think about it, most of the folks who were lactose intolerant were the ones who were upset about what was going down. They'd start talking, and then they were gone. It was full-goose bozo, you know what I mean?"

"After a bit of translation, yes." Napoleon smiled kindly at the boy, then refocused his attention on his partner. "Illya, what do you think?"

"I will need a lab and a sample of the milk."

"Does it need to be fresh?" Eric asked.

"I don't know. Why?"

"I've got a couple cartons in my backpack. Just in case…" Eric knelt and dug through the crap in his backpack and pulled out a slightly squished carton. "It's really sour by now."

Illya took the carton. "I still need a lab."

Mark clapped his hands together. "Follow me, mate. I know just the place."

"Napoleon?"

"Go. We have some planning to do. If you find out anything intresting, let me know."

**Chapter 7**

Illya pulled off his glasses and rubbed his eyes. It didn't matter that he had the best glasses a person could buy. Tired eyes were tired eyes.

A cup of something brown appeared at his elbow and he smiled. "Thanks, Mark. How did you know?" He sipped and frowned. "Eh. I miss Paris coffee."

"Bet that's not all you miss. I haven't been dead that long, mate, as to not know what jet lag looks like. You want to grab a few?" Mark hooked a thumb over his shoulder at a cot.

"No, I'd better keep working on this." Illya gestured back to the card table covered with scrounged lab equipment. The tiny room was crammed full of odds and ends, some appropriated, and some purchased on the way to Mark's bolthole. Illya was glad he had had the presence of mind to exchange his _francs_ at the airport. He'd been flummoxed at the rate of exchange, but thankful that at least THRUSH was still using existing US currency. With inflation running rampant, things were even worse than in the USSR.

He sipped again. "I've been meaning to ask..." Illya indicated Mark's face. "How did you get that little souvenir?"

"Oh, some bloke thought it was time for April to shuffle off her mortal coil, and I took exception to it." He reached up to trace the scar. "It was worth it."

"I know what you mean. I've got a few of those scars myself."

"So, what are you looking for?"

"I am trying to find out why THRUSH was so anxious for all the good people of Sotto Missione to drink their milk."

"Strong bones, healthy bodies?"

"Possibly, but I can't quite equate THRUSH with good health." Illya returned to his microscope. "There has to be a reason…"

"Illya, there's something I learned in all of this. No matter how much we'd like to believe otherwise, the evil will still be here tomorrow. Go and get some rest. I'll keep this all safe."

"And April?"

"Her, too. Good night, mate."

"Good night, Mark."

*/*/*/

When the penthouse door opened, Napoleon went for his weapon. He relaxed when he realized the visitor was merely his partner.

"Should I have knocked?"

"No. I've just been on pins and needles." Napoleon moved effortlessly to the wet bar. "Can I get you something to drink?"

"There's still alcohol?"

"And it's cheap and plentiful, although it's pure wood grain in some cases."

"And here I thought my plane ticket said New York. With all that I've seen and heard today, I could swear I was in Moscow. Keep the masses well liquored and they are easier to control."

"The parallels are all there, aren't they?"

"Take away everything, then give them back something to comfort them in their misery." Illya shrugged off his top coat and took the glass. He sipped cautiously. "Scotch."

"I have a few cases in reserve, thanks to Amy." He raised to his glass. "To better days."

"And soon." Illya drained his glass and held it out for a refill.

"That's nearly a hundred proof. You might want to go easy."

"Napoleon, please. I was weaned on vodka." He waited for his refill and then sprawled out on the monstrosity of a couch.

"So, did you find anything?"

"Something, but I'm not sure what yet. I was too tired to keep my head up. I don't suppose you have a spare room?"

"Eric's in it. You're welcome to bunk with me. It wouldn't be the first time."

"Thank you. To be honest, I think I will sleep better here than in a hotel."

Napoleon nodded. "You know where everything is. I took the liberty of putting your suitcase in there. I figured you'd need a bed sooner or later."

They sat quietly for a long time, drinking and reminiscing.

"How many times we did this in the old days, after a mission," Illya murmured. He set his glass down and examined the backs of his hands, scarred and showing the first real signs of aging. "When did everything go wrong, Napoleon?"

"I think it started around '69. THRUSH just seemed to be winning more. I was being trained for Section One, as Mr. Waverly's replacement. In between assignments, I started noticing how badly things were off. I asked questions. Next thing I know, the training stopped and I was being sent on all sorts of rookie assignments. I came home from a milk run one afternoon, and you were gone. When I asked why, nobody would tell me. I wanted to look, but Mr. Waverly told me to stay put, and to trust him. Now we know why."

Illya rested his head against the back of the couch. "Speaking of Waverly, where is he staying?"

"It's safer if we don't know. That way if we're picked up, we can't betray him. He's become quite cautious since his accident."

"Good point. Incidentally, it's been hours since our breakfast at Horn & Hardart's. Is there any food in the apartment? Real food?"

Napoleon grinned. "You don't know how much I've missed you."

Illya's smile was sad. "I think I might."

*/*/*/

Eric was running, running harder than he'd ever run in his life. The forested pathway seemed to go on forever, and the trees bent down to smother him.

Then suddenly he was out of the forest and into a small clearing. In front of him were four small stones… gravestones, he discovered as he neared.

Sick with dread, he fell to his knees and read the names of his parents and his sister. Then he saw the fourth one. It had his name carved into it - _Eric Kamau - born August 24 1963, died NOW_.

Eric sprang to his feet, but his ankle was suddenly grabbed by a bony hand from his mother's grave. Then another. They used his panic to pull themselves free of the earth.

"You're staying with us now," his mother hissed as an earthworm dropped from her hair.

"Even if we have to kill you to do it," his father added. "They couldn't control your mind, but we can." He shoved a carton of milk close to Eric's face. He could smell the sour stink and see the bugs struggling to escape from the fluid. "Have some milk. It's mmm-mmm good."

"No! I did what you told me! I went for help!"

"You ran to save your ass! Do you know what they did to your sister? How they tortured her?"

"NO!" He fought to escape, but a hand grabbed his shoulder. When he looked back, what was left of his sister stared back at him. A trickle of thick whitish fluid oozed from a pierced eyeball, looking strangely like tears.

*/*/*/

Illya's fork froze halfway to his mouth when he heard the screams coming from the guestroom. He scooped up his Walther and followed Napoleon down the hall. Napoleon cautiously pushed open the door and clicked on the light.

Eric was in a nightmare battle.

"Eric, wake up." Napoleon leaned in to shake a thin shoulder and barely managed to escape a punch. "Eric! Wake up!" he half shouted this time.

The boy's eyes opened. "Mr. Solo?"

"That's right."

Eric began to sob. Napoleon was startled for a brief second. Then he wrapped the boy in a bear hug and rocked him, just as his mother had done with him in days gone by. Illya stood by, looking awkward and uncomfortable.

Eric pulled away. "Sorry. You must think I'm a coward. It was just so real."

"Not at all." Napoleon ruffled the teen's hair. "You've never experienced one of Illya's nightmares. Once he even broke my nose."

"He...did? Did it hurt?"

"Like the dickens."

Illya knelt down beside the bed. "Tell me about your dream, Eric."

"Do I...do I have to remember?"

"I am afraid so."

"It was awful. My… my family was dead… I found their graves."

"I'm sorry."

"They probably are dead. In a way, I hope they are. At least if they're dead, they can't be hurt anymore." He ran a hand over his face, wiping away his tears. "My dad said that they couldn't control my thoughts, and then he was trying to get me to drink the milk." He stopped suddenly. "Do you think they were using the milk to control us?"

Illya looked over at Napoleon and cocked an eyebrow. "Out of the mouth of babes."

**Chapter 8**

Illya was back at his lab the following morning, drinking the same bitter brown swill, and wishing for a tub-sized cup of _cafe crème _and an intravenous drip line. He stared down at the spinning centrifuge, the tubes of curdled milk whirling in their slots.

Napoleon peered over his shoulder and tried not to look too impatient. "Well?"

"This equipment is decades old, Napoleon. The centrifuge alone was probably unearthed from an archaeological dig at Giza. It took several hours just to get it to work, and it is crankier than –"

"– you?"

Illya's lips twitched. "No one is that cranky."

The machine stopped, and he leaned forward to examine the results. Of the dozen tubes, only one interested him. He stared at the separation between the three fluids – the curdled milk at the bottom of the tube, the remaining liquid from the milk in the center, and a minute amount of a bright blue fluid glistening ominously at the top of the tube. "_Voila."_

"I'm guessing the blue stuff on top isn't supposed to be there, right?"

Without answering, he seized a pipet and removed a small quantity of the blue liquid to an odd-looking machine. One side of the machine appeared to be a pump; the other, a measuring device of some sort. He inserted the liquid into a reservoir in the base of the machine, adjusted a series of knobs and switches, and sat down to take notes. "Now then, let us see what secrets you have to offer up, my mysterious blue friend."

"What is that contraption, anyway?" Napoleon asked as a loud thrumming filled the room.

"An HPLC."

"Come again?"

"High-pressure liquid chromatograph." Illya scribbled rapidly on a pad of paper.

Napoleon rolled his eyes. "Oh, well, that explains it."

"Honestly, Napoleon. Didn't you learn _anything_ in Organic Chemistry class?"

"I didn't study Organic Chemistry. I specialized in Anatomy. The female kind."

Illya sighed. "A chromatograph is a machine that uses pressure to separate and measure the components in a liquid. The machine will analyze the chemical makeup of the sample I extracted from the milk, and tell me precisely what is in it."

"How long before we know the results?"

"As long as it takes."

The machine continued to hum and throb, and Illya continued to take notes.

Napoleon poured himself a cup of brown sludge from the coffeepot on the hot plate. He took a sip, and promptly poured the remainder into the sink. "Where did Mark manage to find the, uh –?"

"– High-pressure liquid chromatograph. He and April stole most of the equipment from NYU. THRUSH closed down the University months ago, so it was just sitting there, gathering dust."

The thrumming sound ceased. Illya flipped off the switch, and bent over the panel containing the graphed results with zen-like intensity. Minutes passed. Illya adjusted his glasses, wiped a sheen of sweat from his brow.

"Well?"

Illya looked up. "Benzodiazepine hydrochloride, plus a particularly unhealthy dose of xylazine."

"English, please."

"Horse tranquilizer, plus several opioids mixed with an anesthetic generally given to swine to sedate them before they are butchered."

"Jesus. And that's in the milk those people are being forced to drink?"

Illya nodded. "I suspect that Eric's little town of Sotto Missione is being used by THRUSH to test the drug under controlled conditions."

"Lab rats." The thought filled Napoleon with disgust. "Eric's father probably discovered the truth –"

"– and it cost him his life."

The clock on the wall continued to tick away. "Illya," Napoleon began slowly, "if Sotto Missione is merely the test site for the drug – what happens when THRUSH is through testing?"

Illya's eyes narrowed. "Worldwide distribution, I imagine. A tranquilized population would be easy to control. "

"Easy to enslave, you mean." Napoleon shuddered at the terrible images forming in his mind. "We've got to stop them before that happens."

"I am open to suggestions. In case you hadn't noticed, there are five of us, and they are legion."

"True. On the other hand, we have something THRUSH doesn't have."

Illya looked up. "Bad coffee?"

Napoleon grinned. "Us."

**Chapter 9**

While walking back to the penthouse from their makeshift headquarters, Napoleon spotted a man going through a garbage bin. He paused. There was something vaguely familiar about the guy. Just then, he saw a garbage truck backing up into the alley, preparing to pick up the bin. The man was oblivious to the vehicle's approach.

"Hey, buddy, look out!"

The man never looked up. With seconds to spare, Napoleon dashed out and pulled him to safety.

They tumbled into a heap on the wet concrete of the alley. One of the trash collectors stuck his head out the window. "You okay, mac? I swear we didn't see him."

"We're fine. Napoleon waved the man off and turned back to his companion. "Sir, you need to be careful…" He gasped. "George?"

"Napoleon!" George Dennell grabbed Napoleon's hand and shook it heartily. "You're alive!"

Napoleon cringed, but the noise created by the garbage truck masked George's shout of joy. "You don't have to shout, George."

"Yes, he does." Mandy Stevenson stepped out of the shadows. She ran up to Napoleon and hugged him. "Oh, it's good to see you!"

Napoleon hugged her back, thinking that in the old days, he'd have been slapped for being a masher. He pulled back and cupped her face. The eyes that studied him were worried and a bit scared. "Mandy, they said you two were dead. Thank God they were wrong."

"I couldn't agree more!" She looked around anxiously. "We should get inside. You can't be too careful these days." She took George's hand and pointed to a small doorway. He nodded, scooped up an armful of items, and followed her. "Come on, Napoleon, this way." They disappeared inside.

He trailed after them, keeping a watchful eye, but no one seemed to be paying them any mind at all. Napoleon was disturbed to see one of the trash collectors toss a carton of milk out the truck's window.

It took him a minute or two to get used to the dim light inside the building. There were two cots on one side of the room, and a long table on the other. George went to the table and carefully set his discoveries on it. He seemed lost in a world of his own. That was not the George Napoleon remembered, but then again, the fall of UNCLE had changed them all. Napoleon watched as Mandy lit two small kerosene lanterns.

"It's pretty primitive, but we aren't sure who we can trust these days."

"I know what you mean," Napoleon murmured. "You said George needed to yell, Mandy. Why is that?"

Mandy took off the long-sleeved jacket she wore and Napoleon tried not to react to the scars running up and down her arms. She smiled sadly. "It's okay. I know it's ugly. There was an explosion. George saved me from being killed, but the force of the blast damaged his eardrums. It made him deaf and left me with these. Lots of other people weren't as lucky. Our badges fell off during the battle, and I suppose that's why they reported us dead. It took awhile to find a doctor who would treat us, but we managed to locate one of UNCLE's reserve physicians. If it hadn't been for him and George…"

George seemed to sense something. He abandoned his treasures and went to her, hugging her tightly. Mandy rested her head his shoulder for a long moment.

The fire that burned in Napoleon's gut ratcheted up another notch. He would use his last breath to make THRUSH pay for this.

Mandy shifted in George's arms and nodded. "Enough of that." She gestured to a chair that had seen better days. "So, catch me up with what's been happening with you."

Napoleon smiled. "Well, here's the thing… we have a plan."

*/*/*/

Napoleon paused at a stop sign and checked his look in the rearview mirror of the car. It seemed odd to have light brown hair, but Mark had been right. That, and the addition of glasses completely altered his appearance. He felt a slight pressure on his arm and smiled. "Just making sure it's still me."

"I know what you mean." April squeezed gently. "I never thought I'd ever make it out on another affair. Not after… it was so awful, Napoleon." April closed her eyes and sighed. "So many friends. THRUSH…"

"Stopping THRUSH is what we do, April, and we will stop them." He glanced around, but there was no traffic. He pulled onto the main street of Sotto Missione, slowing to keep to the speed limit. There were no other vehicles on the road, strange in a town of this size. "How many people did Eric say lived here?"

"He guessed about fourteen thousand, but he said most people surrendered their vehicles after the town fathers offered people a huge incentive to switch to public transportation. Everyone looks so happy." There was a sadness to April's voice. People waved to each other and walked slowly, as if in a daze.

"No wonder they're happy, with a snoot full of that chemical milkshake THRUSH is feeding them."

The main road leading into the town was spotless and well maintained. The buildings were a cheerful color, reminiscent of a Mediterranean seacoast town. The grass was thick and lush, and pots of flowers decorated the lampposts lining the street. The town looked picture-perfect. As they entered the town limits, Napoleon turned off onto a side street. It told a very different story.

Away from Main Street, the town was falling down upon itself. Trash collected in the gutters and blew onto the brown and dying lawns. Beds of flowers had turned to skeletal stalks. The wandering residents didn't seem to care. Some of them were so giddy, it was all they could do to walk upright. As Napoleon drove by, they waved happily, pushing lawnmowers that chewed away at dirt, or tending beds of anemic looking flowers.

"Do you think they saw our little side trip?" Napoleon asked as they drove carefully to the sales office.

"I'd bet on it." April fluffed her blonde wig and indicated a security camera mounted in the street lamps. "I'd wager that they've been watching us ever since we hit the city limits. And trying to listen to us as well." She touched the small scrambler resting on the front seat. "Thank the stars we found George when we did."

Napoleon thought of the two, now safely settled in his living room. "I have a feeling he and Mandy are thinking the same thing."

He parked the car and took a deep breath. "Into the belly of the whale." A salesman stepped out onto the neat and tidy steps of the office and waved cheerfully. Napoleon took April's hand and gave it a squeeze. "Are you ready?"

"Ready as I'll ever be."

He got out of the car. A wall of heat hit him and for a moment, Napoleon was tempted to jump back into the air conditioned vehicle. Instead he stepped around to open April's door. "My dear."

April adopted a slightly befuddled look. "There are deer here?" She looked around and fanned herself with her hand. "It must be very hot for them."

Napoleon laughed and patted her arm as the salesman approached. He wore a broad smile, and a large button on his lapel declared him _Salesman of the Month_. There was spinach clinging to one of his teeth, but he didn't seem to care.

"Doctor and Mrs. Abrams? We're so glad you decided to join us."

"Do you always keep it this hot, or did you turn up the thermostat just for us?" Napoleon's voice was a little reedy.

"It is a bit warm today. Why don't you come inside? I have some nice frosty cold milk in the fridge."

**Chapter 10**

The air was stale in the office, and there was a fly buzzing in the corner of a window, attempting to escape. Napoleon knew how the fly felt. His tie was a snake tightening around his neck.

He shifted in the upholstered chair, feeling uncomfortable despite the blast coming from the nearby air conditioner. For nearly three hours, he and April had been dragged all over town, and carefully shown the highlights of the community.

The realtor came back to his desk and settled in behind it. "So Dr. and Mrs. Abrams, you've seen the best that our town has to offer. What do you think? Is Sotto Missione the home you've been dreaming of?"

'We didn't see any houses of worship." April pushed her glasses up her nose.

"We offer shuttle buses to the next city for church services, Mrs. Abrams, and as soon as our city budget permits, we'll be building a church of our own."

"I'm not sure Rabbi Nerad would approve, Donald," April murmured, "what with little Bobby's bar mitzvah coming up. Perhaps it wouldn't be wise to leave the temple now."

"Oh, are you Jewish?" There was just the slightest hint of something in the realtor's voice.

"Yes, and that reminds me. Do you have a kosher butcher here in town?" Napoleon picked up on April's lead. "I suppose we can always drive to the city for that, although I didn't notice any gas stations."

"Most of our residents prefer to use public transportation, which is readily available and free."

"That would never do." Napoleon crossed his arms and tried to look manly, while also doing his best to look as meek as possible. "A man's car is an extension of his p..."

"Donald!" April even managed a blush. "You mustn't use that word in mixed company."

"Never fear. I was going to say 'power,' dear. You have a very naughty mind. Now about the hospital...what sort of employment opportunities are available?" Napoleon thought back to the hospital they had seen...neat and tidy, but nary a patient to be seen. The equipment looked efficient and capable, but his sharp eyes caught the cobwebs and dust balls collecting around the base of the machines. "My wife is a nurse, and I'd like to start my own medical practice here."

"Well, our clinic is really more of a springboard. We stabilize our patients and then airlift them to the nearby hospital. Part of the town's charm is that the medical care is also free."

"It seems like you send a lot of business out of town," Napoleon said, as he flipped open the brochure. "And your local government is very generous. The property taxes must be through the roof."

"We're self-contained, for the most part. You'll find that a majority of our town folks wouldn't leave Sotto Missione for all the money in the world. The local business is very generous to us and has given us a generous amount of money, providing we use it for our residents." The realtor turned in his seat and opened a small refrigerator. "Are you sure I can't interest you in some milk? We have our own cows, all alfalfa fed. The milk is truly incredible. You can see how happy everyone is here."

"Sadly, it make would make my tummy very unhappy," April admitted. "And it gives Dr. Abrams gas."

"Darling!" Napoleon protested .

The realtor stood, dismissing them. "Well then, I won't take up any more of your time. I hope that if you have any questions, you won't hesitate to call."

"We have your brochures and business card." April held them up as if they were a great treasure.

"Now that I think about it, I am afraid I gave you the wrong one." He fished a different card out of the top drawer. "If you decide to make Sotto Missione your home, please give me a call on that number."

"Oh, okie-dokie, I can do that." April giggled and opened her purse to tuck it in, then the contents of her purse slipped. "Oh, oh, oh my goodness." She fell to her knees to collect her property. "My poor Walkman." She petted it carefully and examined it for damage.

"Oh, dear, not again." Napoleon shook his head sadly. "She has more trouble with that silly thing. You should have left it home."

"I'm so sorry. It's just with the car radio broken…" she murmured as she snapped the purse closed and stood up. "I'm such a clumsy Nellie."

"Yes, but you are my clumsy Nellie." Napoleon gave her a kiss on the cheek and April giggled.

"Thank you very much for your time, Mr. Yee. You've been very kind." He took April by the elbow and guided her back outside into the heat.

They climbed into the sweltering car and rolled down the windows. Napoleon started the vehicle, and they drove away.

"So, what do you think, dear?"

"There's so much to consider, isn't there? Maybe we should discuss it with the rabbi again."

April took the jamming device, which looked very much like a Walkman, and set it on the seat. A flick of the switch and a light glowed orange, indicating that something had been placed on the car.

Napoleon pulled off the side of the road just outside the town limits. He dropped to the ground, ignoring the searing heat of the blacktop. Underneath the chassis he saw a small box, its red light blinking steady. He gestured to April to take cover. Easing the device out from under the vehicle, he threw it as far as he could.

The action carried it past the _Leaving Sotto Missione – enjoy your day!_ sign. The resulting explosion sent up a shower of dirt and rubble that rained down upon them.

Napoleon helped April up. "So much for the Welcome Wagon."

**Chapter 11**

Illya peered through the crack in the curtains, examining the other cars in the motel parking lot. He watched a family of four heading out for an early dinner, and the arrival of a young couple who couldn't seem to keep their hands off one another. Someone had written "Just Married" on the rear window of their car in shaving cream. "For their sake, I hope the Honeymoon Suite is cleaner than this one," he muttered.

Napoleon looked up from the rumpled bed. The map of Sotto Missione he'd been studying slid quietly to the floor. "I doubt it," he replied. "This place would put a garbage dump to shame."

"It's worse than the Bates Motel," April added as she toweled her hair dry. "You should have seen the size of the cockroach in the shower. Ugh."

"It may be seedy, but it's perfect for our needs. No one will think to look for us here." He took a final bite of his fast-food burger, and tossed the greasy wrapper into the trash can. He pointed to the steel canister on the writing desk. "Okay, _tovarisch_, tell me about this antidote you've developed."

Illya turned away from the window, rubbing his eyes. "Flumazenil, coupled with naloxone and B12b, plus a diuretic to help speed removal of the THRUSH drug from the system. The flumazenil is a receptor antagonist, which will neutralize the benzodiazepine chloride and, when combined with a non-quaternary oxime, counteracts the effects of the swine tranquilizer."

"English, please."

Illya rolled his eyes. "It will bind the toxins in the THRUSH drug, neutralizing them. It will hurt like hell, and make the unfortunate citizens of Sotto Missione nauseous and constantly needing to pee."

"But will it work?"

"George and I think so."

"You _think_ so? That's not exactly a rousing endorsement."

Illya shrugged. "The antidote is untested, but what choice do we have? THRUSH is preparing to distribute massive supplies of their drug nationwide. I saw the trucks arriving as I drove in – over two hundred of them, a veritable convoy. We likely have only hours destroy their supply before they move it."

"Damn." They were out of time. They were going to have to blow up the factory. Tonight. Napoleon sighed as the enormity of the task hit home. "Okay, people, that gives us barely an hour to strategize, so let's make the most of it." He ticked off the points on his fingers. "Our first priority is to find a way to sneak into Sotto Missione without getting shot. Once we're in, we'll need to locate enough explosives to bring down the factory. One chance is all we're likely to get."

"We will not need much," Illya replied. "The milk in the factory is pasteurized and homogenized using both heat and pressure. All we need to do is plant a few trigger charges, and then overload the systems. Boom!" Illya snapped his fingers. "Cottage cheese."

"Somehow I doubt it'll be that simple. And where are we going to get the makings for these bombs, anyway?"

"There are several pounds of C4 stored in a cooler in the trunk of my rental car." Illya replied, looking rather pleased with himself. "We Young Pioneers are taught to plan for every contingency."

Napoleon had to laugh. He should have realized that his old friend would come prepared.

"What about the residents of the town?" April protested. "They're Innocents in all this. They could be hurt."

"The factory closes down at five o'clock sharp," Napoleon assured her. "The only people left in the building after that will be THRUSH chemists and, to be honest, my conscience is surprisingly clear about blowing a few of them to smithereens."

"Well, if you're sure," she replied, mollified. "But once the factory is gone, the townspeople will still be addicted to THRUSH's drug. Shouldn't we do something to help them?"

"What do you suggest? There isn't enough time to inject fourteen thousand people with the antidote."

"The simplest way would be to introduce it through the water supply," Illya said. "Without milk, there will be little else for them to drink."

"So we dump the contents of the canister into the town reservoir?"

He nodded. "It will not be a pleasant experience for the people of Sotto Missione – withdrawal from opioid addiction seldom is – but it is eminently preferable to the fate THRUSH has planned for them."

"Amen to that," Napoleon agreed. He lifted the area map from the floor where it had fallen. "Okay, people, gather around. Let's figure out how to storm the gates of this unwholesome little satrapy.

**Chapter 12**

The nighttime desert was surprisingly cool, the endless sky littered with stars. Small creatures skittered past the trio's hiding place unseen, the delicate rustle of their passage the only indication of their shared presence on the mesa. In the distance, a coyote howled. Moments later, the pack answered, a chorus of yips and yowls that echoed eerily across the surrounding desert. An owl landed silently on a nearby barrel cactus, head swiveling as it tracked its prey across the wash.

Napoleon swatted away a white yucca moth, and refocused his binoculars on the pasteurization plant. As expected, the employee parking lot was dark and empty. The convoy of trucks sat silent and unattended several hundred yards away. "So far, so good. It looks like they've decided to wait until morning to load up the trucks."

April shimmied up beside him on her belly, and he handed her the binoculars. "Why aren't there any guards?" she asked as she scanned the area. "You'd think security would be a priority in a place like this. Do you suppose it could be a trap?"

"I doubt it. They think we've been blown up, remember? And the residents of Sotto Missione are certainly no threat, if what we saw of them was any indication. THRUSH has no reason to expect an attack on the facility."

"Sloppy thinking," Illya commented drily. "It will cost them."

"Let's hope so."

"At least there's no moon to give us away," April whispered. She snapped a fresh clip of ammo into her Walther.

"Thank heavens for small favors," Napoleon agreed as he hoisted the knapsack filled with C4. "Okay, people, let's get this done."

They clambered down the hillside. Despite their attempts at stealth, a rain of pebbles, disturbed by their passing, clattered down the slope in their wake. At the base of the hill, they flattened themselves behind a boulder, hardly daring to breathe, and counted off two excruciating minutes.

"All clear," Napoleon signaled at last. They rose quietly and moved on.

"I wish Mark was here," April whispered as they approached the main building. "I'm used to having him with me on missions. Well, at least I _was_ used to it. I feel positively naked without him."

Illya reached over to caress her cheek. "_Ah, ne me tente pas avec des visions de ta beauté nue, ma cher._"*

She smiled beneath her greasepaint.

Napoleon signaled them forward once more, and they moved silently through the shadows toward the building's rear entrance.

Illya pointed to the array of security cameras, positioned at intervals along the plant's perimeter. "Interesting," he said. "They have turned the cameras off. These THRUSH seem very sure of themselves."

"And why not?" Napoleon responded tightly. "They believe no one can stop them. The townspeople don't present much of a threat anymore and, with UNCLE gone, who else would think to attack them, way out here in the middle of nowhere?"

"Who else, indeed?" Illya replied with a feral smile. He bent to pick the lock on the steel door. It gave way almost at once, and the trio slipped inside.

The first room they encountered was filled with computers and filing cabinets. "This must be where they store their data – test results, and the formula for the drug," Napoleon said.

Illya was already examining the central terminal. "State-of-the-art. It uses ADA, a computer programming language developed at Honeywell for the DoD." He unscrewed the cover and peered at the intricate collection of wires and boards, and sighed. "This may take some time."

"Time we don't have. April, can you –?"

"I'm on it. You and Illya go set the charges."

He nodded, and the pair hurried away.

April booted up the computer. She was awed by the speed with which the system came online. _Welcome, _blinked the orange letters on the screen. _Enter Password._

She flexed her fingers, and began to type.

(*_Ah, do not tempt me with visions of your naked beauty, my love!")_

*/*/*/

The next room Illya and Napoleon visited was a storage alcove for empty milk cartons and bottles. "Nothing here," Napoleon said after a brief exploration of the shelves. They moved on. They passed through a well-stocked armory and a staff lounge – both thankfully empty.

The fifth room was enormous, a daunting maze of shining stainless steel pipes. The pipes intertwined with one another like vines, running seemingly without pattern along the walls and ceiling of the vast room. Napoleon was reminded of the magical hedge of thorny vines in a fairy tale his mother had read to him as a child. The image of Arthur's knights impaled upon the thorns had haunted him for days afterward.

In the center of the room sat a huge vat, several stories tall, and beside it, a control panel dotted with buttons and switches.

Napoleon cocked an eyebrow. "Bingo. Looks like we've hit the mother lode."

"I doubt any mother ever suckled her babe with such sour milk." Illya stepped up to the panel, dropped his knapsack to the floor, and began to assemble the first of several explosive charges. Napoleon followed suit, placing C4 along the base of the vat containing THRUSH's supply of drug-laced milk, and several identical charges on the underside of the boiler.

"Set the timers for ten minutes," Illya said.

"That's cutting it pretty close, _tovarisch_. Will that give us enough time to escape?"

"Any longer, and THRUSH will have time to dismantle the bombs."

"You're the expert." Napoleon sighed. "Jesus. You love giving me gray hairs, don't you?"

"More than you will ever know."

While Napoleon completed his work on the boiler, Illya climbed the ladder to the ceiling catwalk. Balancing on the narrow slats with the grace of a dancer, he made his way along the perimeter of the machine, stopping at intervals to press lumps of C4 into the center of the steam pressure valve, the hot water pump and the fermentation heater.

He was laying the final charge when the sound of an alarm cut through the silence. Claxons blared, a deafening sound in the cavernous space.

April flew in, breathless. "I tripped an alarm!"

"So we noticed."

"We've got about ninety seconds before Security gets here!"

Illya leapt from the catwalk, and slithered down the nearest pipe to the ground. "We have less than that before the first charge goes off!"

The trio sprinted back the way they had come. "That gymnastic training of yours really comes in handy," Napoleon remarked cheerfully as they passed through the staff lounge.

"Shut up and run, Napoleon."

They exited the building, and flew straight into a hail of bullets. April pointed off to her left. "Here they come!"

Several dozen security guards bore down on them, firing non-stop as they closed in on the facility's rear entrance. Bullets whizzed by, lodging in the concrete walls and embedding themselves in the asphalt.

"More coming on the right!" Napoleon shouted.

"The trucks!" April gasped. "Someone might have left the keys!"

"Right! Make for the trucks!"

They ran. More THRUSH poured out of nearby barracks, shooting as they ran toward the pasteurization plant.

"Ten, nine, eight –"

Napoleon risked a look to his right. "What's that you're mumbling, Illya?"

"Keep running. Six, five, four –"

"Oh, Christ! Is that –?"

"Two, one – GET DOWN!" Illya pulled his friends to the ground just as an enormous explosion erupted from inside the factory. The roar was tremendous. A massive fireball lit the night sky. Gray ash filled the air; flaming debris flew in every direction. Illya covered April's mouth and nose with the sleeve of his jacket, and pressed his body atop hers, shielding her from the falling debris. Eyes shut tight against the smoke, they listened as the pasteurization plant crumbled to the ground, taking all but a few of the THRUSH guards with it.

Napoleon struggled to his feet, legs wobbly from the blast, ears ringing. He looked down at Illya, and began to laugh.

Illya sat up. "What?"

Napoleon doubled over, trying to catch his breath. He coughed, spat out a mouthful of ash, and laughed again. "You should see yourself, _tovarisch!_"

"Why?" His chin lifted. "What is wrong with –?"

April giggled. "Here, let me." She used the sleeve of her sweater to wipe the globs of clotted cream from his face and hair. "No wonder cats love you," she said. She touched her own face with a sigh. "I must look awful. Worse than a chimney sweep."

"_Oui, absolument. Scandaleuse."_ Illya brushed his lips against hers. April hesitated, and melted into his arms.

Around them, the few remaining THRUSH were stumbling to their feet, and running for the hills.

"They won't get far in the desert without water," Napoleon observed with marked unconcern. "Then again, maybe they had time to stock up on leftover milk before they skedaddled." He folded his arms across his chest and rolled his eyes. "Are you two lovebirds even listening?"

Illya waved him away.

"I'm sure the motel manager will be glad to extend your stay another night, if you ask him very nicely."

They broke apart, sighing. "_Bozhe moi_, Napoleon. Haven't you ever heard the phrase 'Timing is everything'?"

Napoleon fingered a sizeable hole in his sooty, scorched jacket. "Funny you should mention timing, since I'm pretty sure you said that there would be 'ample time to escape'."

"Oh. That. I wanted to surprise you." Illya smiled brilliantly, and gestured toward the smoldering ruins of the THRUSH pasteurization plant. "Surprise! Happy fiftieth birthday, Napoleon!"

The senior agent's eyes narrowed. "Birthday? What the hell are you talking about?!"

"Fifty is a milestone number. I wanted to do something special for the occasion." He gestured toward the burning factory again. "I would have baked you a cake, but there wasn't time."

"My birthday is in November, Illya Nickovetch, and you know it."

Illya shrugged. "The early bird gets the worm."

"And the annoying Russian gets the –"

"– pleasure of escorting me to the nearest hot shower," April interjected firmly. She stood, pulling Illya to his feet. "As adorable as the two of you are, I'd trade you both in a heartbeat for a bathtub and a bar of soap." She draped a filthy arm across each man's shoulder. "Come on boys. It's time to go home."

**Chapter 13**

"How many more of these checkpoints do you suppose we'll have to clear?" Napoleon asked as their 'borrowed' hearse approached yet another THRUSH security barrier, this one on the Illinois-Indiana border.

"Too many," Illya replied shortly. "I am open to alternatives."

"I'm not sure we have any. Waverly's ordered us back to New York, and THRUSH has stepped up security at the airports and bus terminals in the wake of the factory explosion at Sotto Missione. The Interstate is our quickest option."

"Very well. But next time, _you_ get to drive the getaway car." He steered the hearse into the rightmost lane.

They had been on the road for the past twenty-one hours, circumventing Interstate checkpoints where they could, and making use of their hastily created cover identities when evasion proved impossible. They stopped every few hours to change license plates, and to buy bags of ice to stuff inside the coffin containing the dead THRUSH they'd brought along to fill it.

"We do not want to call attention to ourselves," Illya said. He stuffed another bag of ice under the coffin's silken lining. "A properly embalmed body would not smell."

Napoleon gazed down at the dead THRUSH. "I can't believe you made me put my good Italian suit on that guy. What a waste."

"You will have little use for the suit if we are discovered. Besides, it covers the bullet holes. I suggest you close the casket before the ice melts."

They approached the checkpoint, and Illya slowed obediently at the guard's signal. "Four sentinels at the barrier," he mouthed, "plus another pair in the guardhouse. Three pursuit vehicles in the parking lot on the right."

"Showtime. Ready, April?"

"As I'll ever be." She pulled the widow's veil down over her face, and reached into her purse for a hanky.

A burly brute of a guard approached their vehicle, pistol at the ready. "Papers!" he barked.

Illya rolled down his window, and handed over their identity cards. The guard examined them closely, rubbing his thumb over the various seals and stamps to test their validity. "Business in the area?"

"Funeral and burial at the Crown Hill Cemetery, Indianapolis," Illya answered in his best Midwestern drawl.

"Indiana? Your vehicle has Missouri plates."

Napoleon leaned forward, patting April's knee while she sniffled into her hanky. "My sister and her husband live – lived – in St. Louis, but they're originally from the Indianapolis area – Golden Hill. Melvin wanted to be buried there, where he grew up."

At the sound of the name, April moaned softly, and clutched her bosom.

The guard stared at April in her widow's weeds, her long legs crossed demurely at the ankles. "Awfully young to be a widow," he remarked suspiciously. He glanced at the flower bedecked coffin in the back of the vehicle. "What's in there?"

"M-my M-Mel-vin!" April wailed. Her lovely shoulders heaved with unassuaged grief.

"They were high school sweethearts," Napoleon explained. "Been together since the seventh grade."

April's wails grew louder.

"Heart attack?"

She shook her head. "T-t-traffic acci-ci-cident! Hit by a m-m-milk t-truck! Ohhh!"

The guard stepped back a pace. Illya noted the flush of embarrassment working its way up his neck, and smiled.

"I'm – uh – very sorry for your loss, ma'am," the fellow mumbled as he handed back their identity cards. "Proceed on your way. Curfew in this area of the country is at seven."

"We'll remember." They drove off, observing the posted speed limit with meticulous care. A mile down the highway, April erupted into a fit of giggles. "That was fun!"

Illya scowled into the rearview mirror. "We are lucky he did not make us open the coffin. One generally does not receive bullet holes in a traffic accident. Besides which, our feathered friend is starting to stink."

Napoleon nodded. "We should get more ice."

"And change the license plates again."

"Agreed."

They drove on toward the City, and home.

*/*/*/

Fifteen hours and eleven security checkpoints later, they reached the outskirts of New York City. They parked the hearse under an overpass, and dumped the body of the dead THRUSH into the East River. He sank in seconds, absorbed by the river's swiftly moving current.

"Good riddance," Illya sniffed. "The last few hours, it was like riding inside an abattoir."

Napoleon chuckled. "He was getting pretty ripe, wasn't he?"

They stored the hearse in an abandoned garage on the lower East Side, and headed uptown to Napoleon's penthouse. To their surprise, the city streets were deserted, completely devoid of traffic. Litter blew silently down the canyons of Midtown, ghostlike and insubstantial. The streetlights flickered uncertainly as they passed, adding to the sense of disquiet.

"It's like a ghost town," April murmured uneasily. "I thought New York was 'The City That Never Sleeps.' You know – 'eight million people fighting for one available parking space.'"

Napoleon frowned. "It used to be."

Illya looked up and down the wide Avenue. "No parked cars. No pedestrians, either. And the storefront lights are out. THRUSH is rationing electricity."

"Things must be worse than we thought. No wonder Waverly was so anxious to have us back."

They made their way uptown, keeping an eye out for patrols, but they saw no one. Once, they heard the sounds of a scuffle. Someone barked out an order. Footsteps running. A cry of pain. A gunshot, and then silence. They moved on.

They passed the Port Authority Bus Terminal, a notorious gathering place for the City's transient population. It was as empty as the rest of the City. "Where are the homeless people?" Illya wondered.

"Maybe they've been taken to area shelters," April suggested hopefully.

Illya's expression said otherwise.

They entered Napoleon's building via the service entrance in the courtyard, and climbed the stairs to the penthouse in silence. Napoleon unlocked the door, disabled the security alarm, and ushered his friends inside.

"Be it ever so humble." He paused inside the doorway, experiencing a rare moment of contentment at the sight of his familiar surroundings. "It'll be nice to sleep in a comfortable bed for a change."

"I do not care how comfortable my bed is," Illya said, "as long as I get to sleep in it." He headed for the liquor cabinet and poured himself a double shot of vodka.

"Home at last!" April kicked off her heels, and wiggled her toes to restore the circulation. "I can't wait to take a long, hot shower."

"Ahem."

They turned toward the sound.

"I'm afraid such luxuries as sleep and scented bath water will have to wait," Alexander Waverly announced brusquely. "We have a situation." Behind him, Mark, George and Mandy stood grim-faced. Eric Kamau did his best not to look terrified.

Napoleon snapped to attention. "Has something happened?"

"Indeed, Mr. Solo. It seems that the destruction of the THRUSH facility at Sotto Missione has resulted in a number of unintended consequences."

"THRUSH now knows that there is an active Resistance at work," Mark informed them somberly, "and they know that UNCLE agents were involved in the destruction of the THRUSH plant. They're searching the City for anyone with known ties to our organization."

"Damn. Are we sure about this?"

"Mandy's been monitoring THRUSH communications on a ham radio George set up for her. The chatter has been off the charts. THRUSH is mobilizing. They're looking for us."

"They've arrested over a hundred people already," Mandy put in. "Men, women, the elderly. Children." Her eyes filled with tears. "Oh, Napoleon, they killed them all! Because of us. Because of what we did!"

Napoleon took Mandy by the shoulders. "No, not because of what we did. Because of who they are. THRUSH's little experiment with the nation's milk supply has failed, so now they're forced to resort to their backup plan – fear tactics designed to keep the population properly cowed."

"Well, it's working! I can't stop thinking of all those people –"

"Good. Keep thinking about them. And then let's do something about it. Let's make sure they didn't die for nothing."

Mandy took a deep breath, and nodded.

"We know that the pasteurization plant was destroyed," George said, "but we haven't heard any details. THRUSH is keeping a pretty tight lid on events in Sotto Missione."

"Minimizing the embarrassment," Illya murmured. "Defeat breeds unrest, something they can ill afford at the moment."

"What about the residents of the town?" Mandy asked. "What will happen to them now that the plant is gone?"

Napoleon sighed. "It's going to be hard. I won't lie to you. They'll go through opiate withdrawal, and it's going to hurt. A lot. Especially the kids. We contacted St. Vincent's Hospital in Santa Fe, and notified them that the entire population of Sotto Missione had been exposed to some sort of addictive, toxic chemical. Hopefully the doctors will figure it all out." He shrugged. "There wasn't time to do more."

"And you're okay with that?"

"I have to be." He turned to face The Old Man. "How do you want to proceed?"

Waverly's bushy eyebrows descended. "Our main advantage was in our anonymity. That's gone now. We're no longer safe in New York. I see no other choice but to move our base of operations out of the City. "

"Agreed, but where? Canada is ready to fall. And Mexico. Central and South America won't last long, either. THRUSH cells are operating in every country in the Western Hemisphere. Beldon and his cronies know the location of every one of our bolt holes. We're boxed in."

"And therein lies our problem, Mr. Solo. It would have to be someplace they don't yet control. Someplace they don't expect. "

Illya turned away from the window. "Would Paris do?"

"Paris?" Waverly's keen eyes narrowed.

"My _atelier, The House of Vanya, _is located in a large warehouse in central Paris – _Avenue Montaigne_, to be precise. I installed state-of-the-art security and communications grids when I purchased the building, so it is ready for our immediate use. My 'hostility' toward UNCLE is well known – I doubt THRUSH would suspect me of harboring an army of saboteurs within the walls of my showroom."

Waverly pursed his lips thoughtfully. "Hmm, yes, I suppose that might do. What do you think, Mr. Solo?"

The senior agent nodded. "If Illya says his _atelier_ would make a good base of operations, then I think we should try it."

"I have acquired substantial wealth in the decade since my dismissal," Illya went on. "It is at your disposal." He shrugged. "Revolutions need money if they are to succeed."

"Thank you, Mr. Kuryakin. I admit, Paris would suit our needs quite nicely, but the problem remains of how to get there."

"My private plane is fueled and waiting in Hartford, Connecticut. Unfortunately, THRUSH is watching all flights leaving the City. I have legitimate travel papers, but you would be apprehended the instant you tried to board."

"Hmm, dashed inconvenient, I must say." Waverly chewed on the stem of his pipe.

"Sir?" Mandy raised her hand shyly.

"Well? Out with it, Miss Stevenson! This is not grade school."

"Yes sir." She blushed down to the roots of her hair. "I was going to say – well – that is – I believe I know a place that might work. It's in the Hudson Valley, about an hour out of New York. It used to be a farm. And there's a field nearby where a small plane might land." She turned to Illya. "If your pilot can manage to set down undetected –"

Illya smiled. "Benoit is a genius at flying under the radar. However, we still need a way out of the City."

"What about the hearse?" Mark suggested. "It worked before."

Napoleon shook his head. "I don't think we should press our luck. THRUSH has had time to examine the footage from their highway cameras – there's probably a BOLO out for the hearse."

"Right, then. I'll look around the neighborhood, and see if there's another vehicle we can borrow."

"Something inconspicuous," Illya said. "We do not want to call attention to our exit."

Mark grinned. "'Course not, mate."

Waverly followed the exchange with eagle eyes. "Excellent, gentlemen. Paris it is. Mr. Slate, I leave the matter of our transportation to you." He swiveled his wheelchair toward the bedroom. "Well? What are you all standing around for? Get packing, people. Don't dawdle. We need to be out of New York by morning."

Napoleon hesitated. "Uh, sir? One more thing –"

The Old Man halted. "Well?"

"It's – my great-aunt Amy."

"Yes, yes, delightful woman. Bit of a live wire, though."

Napoleon smiled. "Yes, she is that. Sir, I'd hate to see her drawn into danger because of me – taken hostage, to be used as some sort of cruel bargaining chip. She's staying with friends in Montreal at the moment. I don't suppose there's any way we could –?"

"Mr. Slate has already taken care of it, Mr. Solo."

The door to the library opened, revealing Napoleon's beloved great-aunt. She sported a rather stunning black eye, and her lower lip was painfully swollen, but she appeared otherwise undamaged. "Hello, my darlings," she purred, bussing Napoleon and Illya on the cheek. "How nice of you to invite me to your party!"

**Epilogue**

Their purloined vehicle went over a bump, jostling Napoleon awake. He stretched, and rubbed the sleep from his eyes. The bus they had borrowed from the senior center hit another rut, robbing him of the opportunity to slip back into slumber. He sat up, groaning. Outside, the cityscape gave way to rolling hills and dense forests.

"Sleep well?"

Napoleon turned his head and smiled. With his makeup and prosthetics glued in place, Illya looked about a hundred and six. They all did, in fact, with the exception of Eric. He'd been made to look much younger, the dutiful grandson accompanying Grandma and Grandpa on an outing. It was amazing what could be accomplished with rubber cement and eyebrow pencils. "I slept like a log. Did you manage-?"

"No, I wanted to be sure nothing happened that George and Mandy couldn't handle."

"And?"

"They pulled it off like troopers. Section Two material, the both of them."

Napoleon cracked his neck, kinked from having slept at an angle. Across from him April, her hair now white and set in tight pin curls, dozed, her head occasionally bumping against Mark's shoulder. "Was I right in thinking that you and April might be… well, a couple?"

Illya smiled. "Possibly. Eventually. We'd both like that. Who knows, perhaps this is our second chance. Why do you ask?"

Napoleon indicated April and Mark. "Then why are you here and not there?"

"Oh, Napoleon," Illya scolded lightly. "You know more than anyone that partnership trumps everything, especially now. There is a bad moon rising-"

"CCR. I'm impressed. You've expanded your repertoire."

"There is much you do not know about me, Napoleon." He glanced behind him. "Or your Aunt Amy, apparently."

Amy snuggled companionably against Mr. Waverly's shoulder. Napoleon chuckled at the sight. "Finally! I've been trying to set her up with the Old Man for years."

They drove for a long time in silence. Finally, Mandy pulled off the main highway onto a narrow dirt road. The change from pavement to dirt shook everyone from their reverie.

"Where are we, Miss Stevenson?" Eric had risen and made his way to the front of the bus.

"You're on the Stevenson family farm. This is where I grew up." The bus protested the potholes, grunting and groaning like an old man. "I used to come here whenever I had a weekend off."

They pulled up in front of a three-story farmhouse. The windows were shuttered; the building appeared frozen in time. "My parents left it to me in their will...they thought it would be a great place for me to come and relax on weekends." She climbed down from the cab, and waded through the thick weeds to the front door. She dug into her pocket for the key, and opened the heavy lock. "After I 'died,' I stopped coming here. For a long time it was because I was still healing, not to mention just trying to stay alive, but now it's the perfect place for us to hide out until the heat is off. There's a small airport just outside of town, and we can fly to Paris from there."

"Mandy, you're a genius!" Napoleon kissed her cheek and pretended not to notice George's frown. _Partners do indeed trump everything, _he thought. "Illya?"

"I will let Benoit know once George gets the shortwave set up."

Mandy pushed open the door. "Come on in and make yourselves at home. It's a little dusty, but the pantry is full, and there's plenty of good water from the well. Let me give you the cook's tour."

She led them into the center of a large room, with doorways leading off in various directions. "That door leads upstairs. There are five rooms, so you can sort out the sleeping arrangements as you like." She snuck a glance at George and smiled shyly. "That door over there leads to the bathroom, that one to the kitchen, that one to the sitting room and the last one to the cellar."

Aunt Amy giggled. "I think the last time I saw this many doors in one room, I was watching _The Price is Right_." Her comment made them laugh, defusing the stress of the past few days.

"It feels good to laugh," Mandy said. "I had three older brothers, you know. When we were together at the holidays, it was like watching a British farce. They're all gone now, of course."

"They're dead?" Mark's brow knitted. "Was it in the invasion?"

Mandy shook her head. "One in Korea and two in Vietnam." She pointed to a shelf that held three boxed flags.

George's arm slid around her. "They'd be proud of you, Mandy." He kissed her forehead. "We all are."

"Sorry." She sniffed. "Coming home always makes me weepy."

"You said there was something you wanted to show us?" Mr. Waverly eased his aching body into a recliner. He could travel without the wheelchair, but not for long. He leaned back and sighed.

"I did. It's because of something you said, sir. Gosh, it seems like a million years ago now."

"Oh?" Waverly's head came back up.

"You came into Translations one morning and commented that all it would take would be one person with the proper clearance to take everything from File Forty and put it on microdots."

Mandy pushed open the bathroom door and reached into a set of built in shelves. She moved a stack of neatly folded towels aside. "When I was growing up," she said over her shoulder, "I had a secret spot back here that my folks didn't know about. I keep all my treasures there. So much better than a safety deposit box." She pulled out a cigar box and carried it back to the coffee table.

Eric looked down at the box. "My Uncle Luther had one of those. He kept baseball cards in it."

"What treasures do you have in there, Mandy?" April asked as they all gathered around.

"Silly things. The ticket from my first Broadway show, a dried corsage from my prom, a lock of my baby hair. And this." She pulled out a large manila envelope and handed it to Mr. Waverly. "It's File Forty. All of it."

"What?" Four agents spoke in unison. They stared at one another.

"Good girl." Alexander Waverly beamed. "You were listening. You did understand."

"Not immediately." She smiled. "But one of the things I learned from Napoleon was that you could follow orders without always understanding them." Mandy sighed. "I came up every weekend that last year, and brought as many micro dots with me as I could carry without causing a stir. No one ever wondered about my trips to the file room. After all, it was my job to make copies of things and translate them."

"You were the perfect agent for the job, Mandy," Napoleon said. "As far as I'm concerned, you've passed Survival School and all the necessary training. Welcome to Section Two." Napoleon offered her his hand, and then turned to George. "You, as well. You've both earned it."

A 'pop' sent them all flying for cover, but it was only Aunt Amy carrying in a bottle of champagne and a tray of glasses. "You people need to do something about your nerves, my dears."

They laughed.

"I hope you don't mind, Mandy. I found this in the refrigerator. Considering our labors over the past several days, I think we've earned a bit of cheer." The group gathered around the tray. Eric's hand hesitated for a moment, but when Amy nodded, he picked up a glass.

"What should we toast to?" Mandy asked.

Napoleon raised his glass. "We have a long road ahead, with no guarantee of success. We've already lost so much, but we're here, the few, the dedicated..."

"The tired," Mark murmured and everyone laughed.

"Ladies and gentleman, to success. To life." Napoleon gazed into the faces of his friends. "To UNCLE."

"THRUSH will never know what hit them," Illya said, and drained his glass.

The End

*/*/*/


End file.
